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| Net income attributable to Belden common stockholders | $ | | | | $ | | | | $ | | |
| | | | | |
| Weighted average number of common shares and equivalents: | | | | | |
| Basic | | | | | | | | |
| Diluted | | | | | | | | |
| | | | | |
| Basic income (loss) per share attributable to Belden common stockholders: | | | | | |
| Continuing operations | $ | | | | $ | | | | $ | | |
| Discontinued operations | | | | | | | () | |
| Disposal of discontinued operations | | | | | | | () | |
| Net income | $ | | | | $ | | | | $ | | |
| | | | | |
| Diluted income (loss) per share attributable to Belden common stockholders: | | | | | |
| Continuing operations | $ | | | | $ | | | | $ | | |
| Discontinued operations | | | | | | | () | |
| Disposal of discontinued operations | | | | | | | () | |
| Net income | $ | | | | $ | | | | $ | | |
The accompanying notes are an integral part of these Consolidated Financial Statements.
Belden Inc.
Consolidated Statements of Comprehensive Income
| | | | | | | | | | | | | | | | | |
| | Years Ended December 31, |
| | 2024 | | 2023 | | 2022 |
| | (In thousands) |
| Net income | $ | | | | $ | | | | $ | | |
| Foreign currency translation, net of tax | | | | () | | | | |
| Adjustments to pension and postretirement liability, net of tax | | | | () | | | | |
| Other comprehensive income (loss), net of tax | | | | () | | | | |
| Comprehensive income | | | | | | | | |
| Less: Comprehensive income (loss) attributable to noncontrolling interest | () | | | () | | | | |
| Comprehensive income attributable to Belden | $ | | | | $ | | | | $ | | |
The accompanying notes are an integral part of these Consolidated Financial Statements.
Belden Inc.
Consolidated Cash Flow Statements | | | | | | | | | | | | | | | | | |
| | Years Ended December 31, |
| | 2024 | | 2023 | | 2022 |
| | (In thousands) |
| Cash flows from operating activities: | | | | | |
| Net income | $ | | | | $ | | | | $ | | |
| Adjustments to reconcile net income to net cash provided by operating activities: | | | | | |
| Depreciation and amortization | | | | | | | | |
| Share-based compensation | | | | | | | | |
| Loss on debt extinguishment | | | | | | | | |
|
| Deferred income tax benefit | () | | | () | | | () | |
| Gain on sale of assets | | | | () | | | () | |
| Changes in operating assets and liabilities, net of the effects of exchange rate changes, acquired businesses, and disposals: | | | | | |
| Receivables | | | | | | | () | |
| Inventories | | | | () | | | | |
| Accounts payable | () | | | () | | | () | |
| Accrued liabilities | | | | () | | | () | |
| Income taxes | | | | () | | | | |
| Other assets | () | | | () | | | | |
| Other liabilities | () | | | | | | () | |
| Net cash provided by operating activities | | | | | | | | |
| Cash flows from investing activities: | | | | | |
| Cash used for business acquisitions, net of cash acquired | () | | | () | | | () | |
| Capital expenditures | () | | | () | | | () | |
|
| Disposal of businesses, net of cash | () | | | | | | | |
| Proceeds from disposal of tangible assets | | | | | | | | |
| Net cash provided by (used for) investing activities | () | | | () | | | | |
| Cash flows from financing activities: | | | | | |
| Payments under share repurchase program, including excise tax | () | | | () | | | () | |
| Withholding tax payments for share-based payment awards | () | | | () | | | () | |
| Cash dividends paid | () | | | () | | | () | |
| Payments under financing lease obligations | () | | | () | | | () | |
| Payments to noncontrolling interest holders | () | | | | | | | |
| Payments under borrowing arrangements | | | | | | | () | |
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| Other | | | | | | | | |
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million.
Note 6:
global businesses: Smart Infrastructure Solutions and Automation Solutions. As Belden continues to advance forward with solutions focused on data infrastructure, we renamed our reportable segments during 2024 from Enterprise Solutions and Industrial Automation Solutions to Smart Infrastructure Solutions and Automation Solutions, respectively. The composition of the segments did not change as a result of these name changes. Each of the global businesses represents a reportable segment. Our chief operating decision maker is our President and Chief Executive Officer. The key measure of segment profit or loss used by him to review segment operating results is Segment EBITDA. Segment EBITDA excludes certain items, including depreciation expense; amortization of intangibles; asset impairment; severance, restructuring, and acquisition integration costs; adjustments related to acquisitions and divestitures; and other costs. We allocate corporate expenses to the segments for purposes of measuring Segment EBITDA. Corporate expenses are allocated on the basis of each segment’s relative EBITDA prior to the allocation. Segment Revenues represent non-affiliate revenues.
Our measure of segment assets does not include cash, goodwill, intangible assets, deferred tax assets, or corporate assets. All goodwill is allocated to reporting units of our segments for purposes of impairment testing.
| | $ | | | | $ | | | | Affiliate Revenues | | | | | | | | |
| Segment Cost of Sales | () | | | () | | | () | |
| Segment Selling, General and Administrative Expenses | () | | | () | | | () | |
| Segment Research and Development Expenses | () | | | () | | | () | |
| Segment EBITDA | $ | | | | $ | | | | $ | | |
| | | | | |
| Segment assets | $ | | | | $ | | | | $ | | |
| | | | | |
| Expenditures of property, plant and equipment | $ | | | | $ | | | | $ | | |
| | | | | |
| Items excluded from segment measures: | | | | | |
| Depreciation expense | $ | | | | $ | | | | $ | | |
| Amortization of intangibles | | | | | | | | |
| Amortization of software development intangible assets | | | | | | | | |
| Adjustments related to acquisitions and divestitures | | | | | | | | |
| Severance, restructuring, and acquisition integration costs | | | | | | | | |
| | $ | | | | $ | | | | Affiliate Revenues | | | | | | | | |
| Segment Cost of Sales | () | | | () | | | () | |
| Segment Selling, General and Administrative Expenses | () | | | () | | | () | |
| Segment Research and Development Expenses | () | | | () | | | () | |
| Segment EBITDA | $ | | | | $ | | | | $ | | |
| | | | | |
| Segment assets | $ | | | | $ | | | | $ | | |
| | | | | |
| Expenditures of property, plant and equipment | $ | | | | $ | | | | $ | | |
| | | | | |
| Items excluded from segment measures: | | | | | |
| Depreciation expense | $ | | | | $ | | | | $ | | |
| Amortization of intangibles | | | | | | | | |
| Amortization of software development intangible assets | | | | | | | | |
| Adjustments related to acquisitions and divestitures | | | | | | | | |
| Severance, restructuring, and acquisition integration costs | | | | | | | | |
|
|
|
| Segment Revenues | $ | | | | $ | | | | $ | | |
| Affiliate Revenues | | | | | | | | |
| Segment Cost of Sales | () | | | () | | | () | |
| Segment Selling, General and Administrative Expenses | () | | | () | | | () | |
| Segment Research and Development Expenses | () | | | () | | | () | |
| Segment EBITDA | $ | | | | $ | | | | $ | | |
| | | | | |
| Segment assets | $ | | | | $ | | | | $ | | |
| | | | | |
| Expenditures of property, plant and equipment | $ | | | | $ | | | | $ | | |
| | | | | |
| Items excluded from segment measures: | | | | | |
| Depreciation expense | $ | | | | $ | | | | $ | | |
| Amortization of intangibles | | | | | | | | |
| Amortization of software development intangible assets | | | | | | | | |
| Adjustments related to acquisitions and divestitures | | | | | | | | |
| Severance, restructuring, and acquisition integration costs | | | | | | | | |
| | $ | | | | $ | | |
|
|
| | | | | |
| Total Segment EBITDA | $ | | | | $ | | | | $ | | |
| Depreciation expense | () | | | () | | | () | |
| Amortization of intangibles | () | | | () | | | () | |
| Severance, restructuring, and acquisition integration costs (1) | () | | | () | | | () | |
| Amortization of software development intangible assets | () | | | () | | | () | |
| Adjustments related to acquisitions and divestitures (2) | () | | | () | | | () | |
|
| Gain on sale of assets (3) | | | | | | | | |
| Eliminations | () | | | () | | | () | |
| Consolidated operating income | | | | | | | | |
| Interest expense, net | () | | | () | | | () | |
| Loss on debt extinguishment | | | | | | | () | |
| Non-operating pension benefit (cost) | () | | | | | | | |
|
| Consolidated income from continuing operations before taxes | $ | | | | $ | | | | $ | | |
(1)Includes costs associated with acquisitions, productivity initiatives, and manufacturing footprint actions.
(2)Includes fair value adjustments of acquired assets and costs associated with a former subsidiary that was previously divested.
(3)During 2023, we sold certain real estate in Canada for $ million, net of transaction costs and recognized a $ million pre-tax gain on sale. During 2022, we sold certain real estate in the United States for $ million, net of transaction costs and recognized a $ million pre-tax gain on sale. See Note 11, Property, Plant, and Equipment, for details.
| | $ | | | | $ | | | Cash and cash equivalents | | | | | | | | |
Goodwill | | | | | | | | |
Intangible assets, less accumulated amortization | | | | | | | | |
Deferred income taxes | | | | | | | | |
Corporate assets | | | | | | | | |
|
| Total assets | $ | | | | $ | | | | $ | | |
| | | | | |
| Total segment expenditures of property, plant and equipment | $ | | | | $ | | | | $ | | |
| Corporate expenditures of property, plant and equipment | | | | | | | | |
|
| Total expenditures of property, plant and equipment | $ | | | | $ | | | | $ | | |
Geographic Information
The Company attributes foreign sales based on the location of the customer purchasing the product.
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | Percent of total revenues | | % | | | % | | | % | | | % | | | % | | | % |
| Long-lived assets | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Year ended December 31, 2023 | | | | | | | | | | | |
| Revenues | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Percent of total revenues | | % | | | % | | | % | | | % | | | % | | | % |
| Long-lived assets | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Year ended December 31, 2022 | | | | | | | | | | | |
| Revenues | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Percent of total revenues | | % | | | % | | | % | | | % | | | % | | | % |
| Long-lived assets | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
Major Customer
Revenues generated in both the Smart Infrastructure Solutions and Automation Solutions segments from our largest customer were approximately $ million (% of revenues), $ million (% of revenues), and $ million (% of revenues) for the years ended December 31, 2024, 2023, and 2022, respectively. At December 31, 2024 and 2023, we had $ million and $ million in accounts receivable outstanding from this customer, which represented approximately % and % of our total accounts receivable balance as of December 31, 2024 and 2023, respectively.
Note 7:
% ownership interest in Shanghai Hi-Tech Control System Co, Ltd to (Hite) for $ million and recognized a $ million pretax gain on sale. The sale also includes $ million of potential earnout payments. The joint venture developed and provided certain Automation Solutions products and integrated solutions to customers in China. The joint venture was determined to not have sufficient equity at risk; therefore, it was considered a variable interest entity. As Belden was the primary beneficiary of the joint venture, due to both our ownership percentage and control over the activities of the joint venture, we consolidated the joint venture in our financial statements and presented the results of the joint venture attributable to Hite’s ownership as net income attributable to noncontrolling interest in the Consolidated Statements of Operations up to April 28, 2023 when we sold and deconsolidated the entity. The joint venture was not material to our consolidated financial statements as of or for the years ended December 31, 2023 or 2022.
Note 8:
| | $ | | | | $ | | | | Less: Net income (loss) attributable to noncontrolling interest | () | | | () | | | | |
|
| Income from continuing operations attributable to Belden common stockholders | | | | | | | | |
| Add: Loss from discontinued operations, net of tax | | | | | | | () | |
| Add: Loss on disposal of discontinued operations, net of tax | | | | | | | () | |
| Net income attributable to Belden common stockholders | $ | | | | $ | | | | $ | | |
| Denominator: | | | | | |
| Weighted average shares outstanding, basic | | | | | | | | |
| Effect of dilutive common stock equivalents | | | | | | | | |
| Weighted average shares outstanding, diluted | | | | | | | | |
Basic weighted average shares outstanding is used to calculate diluted loss per share when the numerator is a loss because using diluted weighted average shares outstanding would be anti-dilutive.
For the years ended December 31, 2024, 2023, and 2022, diluted weighted average shares outstanding do not include outstanding equity awards of million, million, and million, respectively, because they are anti-dilutive. In addition, for the years ended December 31, 2024, 2023, and 2022, diluted weighted average shares outstanding do not include outstanding equity awards of million, million, and million, respectively, because the related performance conditions have not been satisfied.
For purposes of calculating basic earnings per share, unvested restricted stock units are not included in the calculation of basic weighted average shares outstanding until all necessary conditions have been satisfied and issuance of the shares underlying the restricted stock units is no longer contingent. Necessary conditions are not satisfied until the vesting date, at which time holders of our restricted stock units receive shares of our common stock.
For purposes of calculating diluted earnings per share, unvested restricted stock units are included to the extent that they are dilutive. In determining whether unvested restricted stock units are dilutive, each issuance of restricted stock units is considered separately.
Once a restricted stock unit has vested, it is included in the calculation of both basic and diluted weighted average shares outstanding.
Note 9:
| | Current period provision | | | |
| Recoveries collected | | () | |
| Write-offs | | () | |
| Currency impact | | | |
|
| Balance at December 31, 2023 | | $ | | |
| Current period provision | | | |
| Recoveries collected | | () | |
| Write-offs | | () | |
| Currency impact | | () | |
|
| Balance at December 31, 2024 | | $ | | |
Note 10:
| | $ | | | | Work-in-process | | | | | |
| Finished goods | | | | | |
| Gross inventories | | | | | |
| Excess and obsolete reserves | () | | | () | |
| Net inventories | $ | | | | $ | | |
Note 11:
| | $ | | | | Buildings and leasehold improvements | | | | | |
| Machinery and equipment | | | | | |
| Computer equipment and software | | | | | |
| Construction in process | | | | | |
| Gross property, plant and equipment | | | | | |
| Accumulated depreciation | () | | | () | |
| Net property, plant and equipment | $ | | | | $ | | |
Depreciation Expense
We recognized depreciation expense in income from continuing operations of $ million, $ million, and $ million in 2024, 2023, and 2022, respectively.
Gain on Sale of Assets
During 2022, we sold certain real estate in the United States for $ million, net of transaction costs and recognized a $ million pre-tax gain on sale. This gain on sale was excluded from Segment EBITDA of our Automation Solutions segment.
million (approximately $ million), net of transaction costs and recognized a $ million pre-tax gain on sale. This gain on sale was excluded from Segment EBITDA of our Automation Solutions segment. The lease is for a term of years and as of December 31, 2024, had a total right-of-use asset balance of $ million.Note 12:
year to years, some of which include options to extend the lease for a period of up to years and some include options to terminate the leases within year. We do not assume renewals in our determination of the lease term unless the renewals are deemed to be reasonably certain as of the commencement date of the lease. Our lease agreements do not contain material residual value guarantees, and our variable lease payments were $ million and $ million during the years ended December 31, 2024 and 2023, respectively.We have entered into various short-term operating leases with an initial term of twelve months or less. These leases are not recorded on our balance sheet as of December 31, 2024 or 2023, and the rent expense for short-term leases was not material.
We have certain property and equipment lease contracts that may contain lease and non-lease components, and we have elected to utilize the practical expedient to account for these components together as a single combined lease component.
As the rate implicit in most of our leases is not readily determinable, we use the incremental borrowing rate to determine the present value of the lease payments, which is unique to each leased asset and is based upon the term, commencement date, location, and local currency of the leased asset as well as the credit rating of the legal entity leasing the asset.
| | $ | | | | $ | | | | | | | | |
| Finance lease cost | | | | | |
| Amortization of right-of-use asset | $ | | | | $ | | | | $ | | |
| Interest on lease liabilities | | | | | | | |
| Total finance lease cost | $ | | | | $ | | | | $ | | |
| $ | | | | $ | | |
Operating and financing cash flows from finance leases were not material for the years ended December 31, 2024, 2023 and 2022.
| | $ | | | | | | |
| Accrued liabilities | $ | | | | $ | | |
| Long-term operating lease liabilities | | | | | |
| Total operating lease liabilities | $ | | | | $ | | |
| | | |
| Finance leases: | | | |
| Other long-lived assets, at cost | $ | | | | $ | | |
| Accumulated depreciation | () | | | () | |
| Other long-lived assets, net | $ | | | | $ | | |
| | | |
| Accrued liabilities | $ | | | | $ | | |
| Other long-term liabilities | | | | | |
| Total finance lease liabilities | $ | | | | $ | | |
years | years | | Finance leases | years | | years |
| | | |
| Weighted Average Discount Rate | | | |
| Operating leases | % | | | % |
| Finance leases | % | | | % |
| | 2026 | | | |
| 2027 | | | |
| 2028 | | | |
| 2029 | | | |
| Thereafter | | | |
| Total | | $ | | |
The following table summarizes maturities of lease liabilities as of December 31, 2023 (in thousands):
| | | | | | | | |
| 2024 | | $ | | |
| 2025 | | | |
| 2026 | | | |
| 2027 | | | |
| 2028 | | | |
| Thereafter | | | |
| Total | | $ | | |
million. In 2024, 2023, and 2022, we recognized $ million, $ million, and $ million, respectively, related to the guarantees in selling, general and administrative expenses. These costs were excluded from Segment EBITDA of our Smart Infrastructure Solutions segment. As of December 31, 2024 and 2023, we had a liability for expected, future payments of $ million and $ million, respectively. The liability is based on certain assumptions that we continually reassess on an ongoing basis. We will update the estimated liability balance for changes in assumptions as needed.Note 13:
| | $ | — | | | $ | | | | $ | | | | $ | — | | | $ | | | | Definite-lived intangible assets subject to amortization: | | | | | | | | | | | |
| Developed technology | $ | | | | $ | () | | | $ | | | | $ | | | | $ | () | | | $ | | |
| Customer relationships | | | | () | | | | | | | | | () | | | | |
| Trademarks | | | | () | | | | | | | | | () | | | | |
| Backlog | | | | () | | | | | | | | | () | | | | |
| In-service research and development | | | | () | | | | | | | | | () | | | | |
| Non-compete agreements | | | | () | | | | | | | | | () | | | | |
| Total intangible assets subject to amortization | $ | | | | $ | () | | | $ | | | | $ | | | | $ | () | | | $ | | |
| Indefinite-lived intangible assets not subject to amortization: | | | | | | | | | | | |
| Trademarks | $ | | | | $ | — | | | $ | | | | $ | | | | $ | — | | | $ | | |
| | | | | |
| Total intangible assets not subject to amortization | $ | | | | $ | — | | | $ | | | | $ | | | | $ | — | | | $ | | |
| Intangible assets | $ | | | | $ | () | | | $ | | | | $ | | | | $ | () | | | $ | | |
Segment Allocation of Goodwill and Trademarks
| | $ | | | | $ | | | | Acquisitions | | | | | | | | |
|
Translation impact | | | | | | | | |
| Balance at December 31, 2023 | $ | | | | $ | | | | $ | | |
| Acquisitions | | | | | | | | |
|
|
|
| | % | | 2026 and thereafter | | | % | | 2029 and thereafter | | | % |
| | 2026 | | |
| 2027 | | |
| 2028 | | |
| 2029 | | |
| Thereafter | | |
| $ | | |
Note 17:
million of our outstanding foreign denominated debt is designated as a net investment hedge on the foreign currency risk of our net investment in our euro foreign operations. The objective of the hedge is to protect the net investment in the foreign operation against adverse changes in the euro exchange rate. The transaction gain or loss is reported in the translation million, $() million, and $ million, respectively.
Note 18:
| | $ | | | | $ | | | | Foreign operations | | | | | | | | |
| Income from continuing operations before taxes | $ | | | | $ | | | | $ | | |
| Income tax expense (benefit): | | | | | |
| Currently payable | | | | | |
| United States federal | $ | | | | $ | | | | $ | | |
| United States state and local | | | | | | | | |
| Foreign | | | | | | | | |
| | | | | | | | |
| Deferred | | | | | |
| United States federal | () | | | () | | | () | |
| United States state and local | () | | | () | | | () | |
| Foreign | () | | | () | | | | |
| () | | | () | | | | |
| Income tax expense | $ | | | | $ | | | | $ | | |
million in 2022.
% | % | | % | | State and local income taxes | ()% | | % | | % |
| Impact of change in tax contingencies | % | | % | | % |
| Foreign income tax rate differences | ()% | | ()% | | ()% |
| Impact of change in deferred tax asset valuation allowance | ()% | | % | | ()% |
| Domestic permanent differences and tax credits | ()% | | % | | % |
| Impact of share-based compensation | % | | % | | % |
| % | | % | | % |
In 2024, the most significant difference between the U.S. federal statutory tax rate and our effective tax rate was the impact of foreign tax rate differences. Foreign tax rate differences resulted in an income tax benefit of $ million, $ million, and $ million in 2024, 2023, and 2022, respectively. Changes in tax contingencies, primarily associated with our foreign tax credit, was another significant difference between the U.S. federal statutory tax rate and our effective tax rate in 2024.
If we were to repatriate foreign cash to the U.S., we may be required to accrue and pay U.S. taxes in accordance with applicable U.S. tax rules and regulations as a result of the repatriation. However, it is our intent to permanently reinvest the earnings of our non-U.S. subsidiaries in those operations and for continued non-U.S. growth opportunities.
) | | $ | () | | | Right of use asset | () | | | () | |
| () | | | () | |
| Deferred income tax assets: | | | |
| Net operating loss, capital loss, and tax credit carryforwards | | | | | |
| Reserves and accruals | | | | | |
| Lease liability | | | | | |
| Postretirement, pensions, and stock compensation | | | | | |
| Valuation allowances | () | | | () | |
| | | | | |
| Net deferred income tax liability | $ | () | | | $ | () | |
The net increase in deferred tax liabilities primarily relates to the deferred tax liabilities associated with the intangible assets of the Precision acquisition.
As of December 31, 2024, we had $ million of gross net operating loss carryforwards, $ million of tax credit carryforwards, and $ million of gross capital loss carryforwards. Unless otherwise utilized, net operating loss carryforwards will expire upon the filing of the tax returns for the following respective years: $ million between 2025 and 2027 and $ million between 2028 and 2043. Net operating loss with an indefinite carryforward period total $ million. Of the $ million in net operating loss carryforwards, we have determined, based on the weight of all available evidence, both positive and negative, that we will utilize $ million of these net operating loss carryforwards within their respective expiration periods. A valuation allowance has been recorded on the remaining portion of the net operating loss carryforwards.
million will expire as follows: $ million in 2024, $ million between 2025 and 2027 and $ million between 2028 and 2043. Tax credit carryforwards with an indefinite carryforward period total $ million. We have determined, based on the weight of all available evidence, both positive and negative, that we will utilize $ million of these tax credit carryforwards within their respective expiration periods. A valuation allowance has been recorded on the remaining portion of the tax credit carryforwards.
Unless otherwise utilized, of the $ million in gross capital loss carryforwards, $ million will expire between 2025 and 2029 and the remaining $ million have an indefinite carryforward period. A full valuation allowance has been recorded as we do not expect to be able to utilize the capital losses.
| | Germany | | |
| United Kingdom | | |
| Other | | |
| Australia | | |
|
|
| Total | $ | | |
| | Belgium | | |
|
| Total | $ | | |
million increase to reserves for uncertain tax positions. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: | | | | | | | | | | | |
| 2024 | | 2023 |
| | (In thousands) |
| Balance at beginning of year | $ | | | | $ | | |
| Additions for tax positions of prior years | | | | | |
| Additions based on tax positions related to the current year | | | | | |
|
| Reduction for tax positions of prior years | () | | | | |
| Balance at end of year | $ | | | | $ | | |
The balance of $ million at December 31, 2024 reflects tax positions that, if recognized, would impact our effective tax rate. Our practice is to recognize interest and penalties related to uncertain tax positions in interest expense and operating expenses, respectively. As of December 31, 2024 and 2023, we accrued $ million and $ for the payment of interest and penalties.
Our federal tax return for the tax years 2015 and later remain subject to examination by the Internal Revenue Service. Our state and foreign income tax returns for the tax years 2014 and later remain subject to examination by various state and foreign tax authorities.
Note 19:
million, $ million, and $ million, respectively.
We sponsor unfunded postretirement medical and life insurance benefit plans for certain employees in Canada and the U.S. The medical benefit portion of the U.S. plan is only for employees who retired prior to 1989 as well as certain other employees who were near retirement and elected to receive certain benefits.
) | | $ | () | | | $ | () | | | $ | () | | | Service cost | () | | | () | | | () | | | () | |
| Interest cost | () | | | () | | | () | | | () | |
| Participant contributions | () | | | () | | | () | | | () | |
| Actuarial gain (loss) | | | | () | | | () | | | () | |
| |
| Settlements | | | | | | | | | | | |
| |
| |
| Plan amendments | | | | | | | | | | | |
| Foreign currency exchange rate changes | | | | () | | | | | | () | |
| Benefits paid | | | | | | | | | | | |
| Benefit obligation, end of year | $ | () | | | $ | () | | | $ | () | | | $ | () | |
| | $ | | | | $ | | | | $ | | | | Actual return on plan assets | | | | | | | | | | | |
| Employer contributions | | | | | | | | | | | |
| Plan participant contributions | | | | | | | | | | | |
| |
| Settlements | () | | | () | | | | | | | |
| Foreign currency exchange rate changes | () | | | | | | | | | | |
| Benefits paid | () | | | () | | | () | | | () | |
| Fair value of plan assets, end of year | $ | | | | $ | | | | $ | | | | $ | | |
) | | $ | () | | | $ | () | | | $ | () | | | Amounts recognized in the balance sheets: | | | | | | | |
| Prepaid benefit cost | $ | | | | $ | | | | $ | | | | $ | | |
| Accrued benefit liability, current | () | | | () | | | () | | | () | |
| Accrued benefit liability, noncurrent | () | | | () | | | () | | | () | |
| Net funded status | $ | () | | | $ | () | | | $ | () | | | $ | () | |
The accumulated benefit obligation for all defined benefit pension plans was $ million and $ million at December 31, 2024 and 2023, respectively.
The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for the pension plans with a projected benefit obligation in excess of plan assets were $ million, $ million, and $ million, respectively, as of December 31, 2024 and $ million, $ million, and $ million, respectively, as of December 31, 2023.
The accumulated benefit obligation and fair value of plan assets for other postretirement benefit plans with an accumulated benefit obligation in excess of plan assets were $ million and $, respectively, as of December 31, 2024 and were $ million and $, respectively, as of December 31, 2023.
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | Interest cost | | | | | | | | | | | | | | | | | |
| Expected return on plan assets | () | | | () | | | () | | | | | | | | | | |
| Amortization of prior service cost | | | | | | | | | | | | | | | | | |
| Settlement loss (gain) | | | | () | | | | | | | | | | | | | |
| | | | | |
|
|
|
| | | | $ | | | | $ | | | | $ | | |
(a)This category includes investments in actively managed and indexed investment funds that invest in a diversified pool of equity securities of companies located in the U.S., Canada, Western Europe and other developed countries throughout the world. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund. Equity securities held in separate accounts are valued based on observable quoted prices on active exchanges.
(b)This category includes investments in investment funds that invest in U.S. treasuries; other national, state and local government bonds; and corporate bonds of highly rated companies from diversified industries. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.
(c)This category includes guaranteed insurance contracts and annuity policies.
(d)This category includes investments in funds that are designed to provide leveraged exposure to changes in interest rates. The fund purchases shares of funds that invest in government bonds, debt repurchase agreements, total return swaps and interest rate swaps.
The plans do not invest in individual securities. All investments are through well diversified investment funds. As a result, there are no significant concentrations of risk within the plan assets.
| | $ | | | | 2026 | | | | | |
| 2027 | | | | | |
| 2028 | | | | | |
| 2029 | | | | | |
| 2029-2033 | | | | | |
| Total | $ | | | | $ | | |
We anticipate contributing $ million and $ million to our pension and other postretirement plans, respectively, during 2025.
| | $ | () | | | Net prior service cost | | | | | |
| $ | | | | $ | () | |
| | | | | | | | | | | |
| Pension Benefits | | Other Benefits |
| | (In thousands) |
| Changes in accumulated other comprehensive loss: | | | |
| Net actuarial loss (gain), beginning of year | $ | | | | $ | () | |
| Amortization of actuarial gain | | | | | |
| Actuarial loss (gain) | () | | | | |
| Asset loss | | | | | |
| Settlement loss recognized | () | | | | |
|
| Currency impact | | | | | |
| Net actuarial loss (gain), end of year | $ | | | | $ | () | |
| | | |
| Prior service cost, beginning of year | $ | | | | $ | | |
| Amortization of prior service cost | () | | | | |
| Prior service credit occurring during the year | () | | | | |
| Currency impact | () | | | | |
| Prior service cost, end of year | $ | | | | $ | | |
Note 20:
) | | $ | () | | | $ | () | | | | | | | |
| Other comprehensive loss attributable to Belden before reclassifications | () | | | () | | | () | |
| Amounts reclassified from accumulated other comprehensive income | () | | | () | | | () | |
| Net current period other comprehensive loss attributable to Belden | () | | | () | | | () | |
| Balance at December 31, 2023 | $ | () | | | $ | () | | | $ | () | |
| | | | | |
| Other comprehensive income attributable to Belden before reclassifications | | | | | | | | |
| Amounts reclassified from accumulated other comprehensive income | | | | () | | | () | |
| Net current period other comprehensive income attributable to Belden | | | | | | | | |
| Balance at December 31, 2024 | $ | | | | $ | () | | | $ | () | |
As of December 31, 2024 and 2023, the tax balances included in accumulated other comprehensive income (loss) in the table above are not material.
) | | (1) | | | Prior service cost | | | | (1) | |
| Total before tax | () | | | |
| Tax expense | | | | |
| Total net of tax | $ | () | | | |
(1)The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 19).
Note 21:
| | $ | | | | $ | | | | Income tax benefit | | | | | | | | |
anniversaries of the grant date and expire years from the grant date. We did not grant any SARs in 2024. Certain awards provide for accelerated vesting in certain circumstances, including following a change in control of the Company. Restricted stock units with service conditions generally vest - years from the grant date. Restricted stock units issued based on the attainment of the performance conditions generally vest on the second or third anniversary of their grant date. Restricted stock units issued based on the attainment of market conditions generally vest on the third anniversary of their grant date.We recognize compensation cost for all awards based on their fair values. The fair values for SARs are estimated on the grant date using the Black-Scholes-Merton option-pricing formula. Expected volatility is based on historical volatility, and expected term is based on historical exercise patterns of SAR holders. The fair value of restricted stock units with service vesting conditions or performance vesting conditions is the closing market price of our common stock on the date of grant. We estimate the fair value of certain restricted stock units with market conditions using a Monte Carlo simulation valuation model with the assistance of a third party valuation firm. Compensation costs for awards with service conditions are amortized to expense using the straight-line method. Compensation costs for awards with performance conditions and graded vesting are amortized to expense using the graded attribution method. The following table presents the assumptions used for equity awards.
| | $ | | | | Total intrinsic value of SARs exercised | | | | | | | | |
| Tax expense (benefit) from SARs exercised | () | | | | | | | |
| Weighted-average fair value of restricted stock units granted | | | | | | | | |
| Total fair value of restricted stock units vested | | | | | | | | |
| Expected volatility | | % | | | % | | | % |
| Expected term (in years) | | | | | |
| Risk-free rate | | % | | | % | | | % |
| Dividend yield | | % | | | % | | | % |
| | () | | | () | | | () | | | | | | | | | | | | | | |
| | | | | | | | | |
|
|
| | | | | () | | | () | | | () | | | | |
| | | | | | | | | |
| | | | | | | | | |
|
|
| | | | | | | | () | | | () | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | | All other financial statement schedules not included in this Annual Report on Form 10-K are omitted because they are not applicable.
3. Exhibits
The following exhibits are filed herewith or incorporated herein by reference, as indicated. Documents indicated by an asterisk (*) identify each management contract or compensatory plan.
| | | | | | | | | | | | | | |
Exhibit Number | | Description of Exhibit | | The filings referenced for incorporation by reference are Company (Belden Inc.) filings unless noted to be those of Belden 1993 Inc. |
| | |
| 3.1 | | | | February 29, 2008 Form 10-K, Exhibit 3.1 |
| | |
| 3.2 | | | | December 6, 2022 Form 8-K, Exhibit 3.1 |
| | |
| 4.1 | | | | July 10, 2017 Form 8-K, Exhibit 4.1 |
| | | | |
| 4.2 | | | | March 16, 2018 Form 8-K, Exhibit 4.1 |
| | | | |
| 4.3 | | | | August 3, 2021 Form 8-K, Exhibit 4.1 |
| | | | |
| 4.4 | | | | August 3, 2020 Form 10-Q, Exhibit 4.1 |
| | | | |
| 10.1 | | | | February 15, 2022 Form 10-K, Exhibit 10.1 |
| | |
| 10.2* | | | | April 6,2016 Proxy Statement, Appendix II |
| | |
| 10.3* | | | | April 8, 2021 Proxy Statement, Appendix II |
| | |
| 10.4* | | | | February 15, 2022 Form 10-K, Exhibit 10.4 |
| | |
| 10.5* | | | | February 15, 2022 Form 10-K, Exhibit 10.5 |
| | |
| 10.6* | | | | February 15, 2022 Form 10-K, Exhibit 10.6 |
| | |
| 10.7* | | | | August 8, 2022 Form 10-Q, Exhibit 10.1 |
| | | | |
| 10.8* | | | | February 13, 2024 Form 10-K, Exhibit 10.8 |
| | |
| 10.9* | | | | December 21, 2004 Form 8-K, Exhibit 10.1 |
| | |
| 10.10* | | | | February 16, 2021 Form 10-K, Exhibit 10.9 |
| | | | |
| 10.11* | | | | February 16, 2021 Form 10-K, Exhibit 10.10 |
| | | | |
| 10.12* | | | | February 13, 2024 Form 10-K, Exhibit 10.12 |
| | | | |
| 10.13* | | | | July 31, 2020 Form 8-K, Exhibit 10.3 |
| | | | |
| 10.14* | | | | April 8, 2021 Proxy Statement, Appendix III |
| | | | |
| 10.15* | | | | March 1, 2007 Form 10-K, Exhibit 10.39 |
| | | | |
| 10.16 | | | | June 2, 2021, Form 8-K, Exhibit 10.1 |
| | | | |
| 10.17 | | | | January 5, 2023 Form 8-K, Exhibit 10.1 |
| | | | |
| 14.1 | | | | August 25, 2020 Form 8-K, Exhibit 14.1 |
| | | | |
| | | | | | | | | | | | | | |
Exhibit Number | | Description of Exhibit | | The filings referenced for incorporation by reference are Company (Belden Inc.) filings unless noted to be those of Belden 1993 Inc. |
| | | | |
| 19.1 | | | | Filed herewith |
| | |
| 21.1 | | | | Filed herewith |
| | |
| 23.1 | | | | Filed herewith |
| | | | |
| 24.1 | | | | Filed herewith |
| | | | |
| 31.1 | | | | Filed herewith |
| | |
| 31.2 | | | | Filed herewith |
| | | | |
| 32.1 | | | | Filed herewith |
| | | | |
| 32.2 | | | | Filed herewith |
| | | | |
| 97.1 | | | | February 13, 2024 Form 10-K, Exhibit 97.1 |
| | | | |
| 101 | | The following financial statements from the Company's Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Cash Flow Statements, (v) Consolidated Statements of Stockholders' Equity and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed | | |
| | | | |
| 104 | | The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL | | |
| | | | | |
| * | Management contract or compensatory plan |
Copies of the above Exhibits are available to shareholders at a charge of $0.25 per page, minimum order of $10.00. Direct requests to:
Belden Inc., Attention: Corporate Secretary
1 North Brentwood Boulevard, 15th Floor
St. Louis, Missouri 63105
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | |
| BELDEN INC. |
| | | |
| By | | /s/ ASHISH CHAND |
| | | Ashish Chand |
| Date: February 13, 2025 | | | President and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
| | | | | | | | | | | | | | |
| /s/ ASHISH CHAND | | President and Chief Executive Officer | | February 13, 2025 |
| Ashish Chand | | | | |
| | | | |
| /s/ JEREMY PARKS | | Senior Vice President, Finance, and Chief Financial Officer | | February 13, 2025 |
| Jeremy Parks | | | | |
| | | | |
| /s/ DOUGLAS R. ZINK | | Vice President and Chief Accounting Officer | | February 13, 2025 |
| Douglas R. Zink | | | | |
| | | | |
| /s/ DAVID ALDRICH* | | Lead Independent Director and Chairman | | February 13, 2025 |
| David Aldrich | | | | |
| | | | |
| /s/ LANCE C. BALK* | | Director | | February 13, 2025 |
| Lance C. Balk | | | | |
| | | | |
| /s/ DIANE D. BRINK* | | Director | | February 13, 2025 |
| Diane D. Brink | | | | |
| | | | |
| /s/ JUDY L. BROWN* | | Director | | February 13, 2025 |
| Judy L. Brown | | | | |
| | | | |
| /s/ NANCY CALDERON* | | Director | | February 13, 2025 |
| Nancy Calderon | | | | |
| | | | |
| /s/ JONATHAN KLEIN* | | Director | | February 13, 2025 |
| Jonathan Klein | | | | |
| | | | |
| /s/ VIVIE LEE* | | Director | | February 13, 2025 |
| Vivie Lee | | | | |
| | | | |
| /s/ GREGORY J. MCCRAY* | | Director | | February 13, 2025 |
| Gregory J. McCray | | | | |
| | | | |
| /s/ ASHISH CHAND | | | | |
| *By Ashish Chand, Attorney-in-fact | | | | |
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